UNITED STATES OF AMERICA
Before the
SECURITIES AND EXCHANGE COMMISSION

SECURITIES EXCHANGE ACT OF 1934
Release No. 49299 / February 23, 2004

Admin. Proc. File No. 3-11003

In the Matter of

ROBERTSON STEPHENS, INC.

Respondent.

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ORDER APPROVING PLAN FOR THE DISTRIBUTION OF DISGORGEMENT FUND

On January 14, 2004, in Release No. 34- 49077, the Commission published a Notice of Proposed Plan of Distribution with respect to the $5 million paid by Robertson Stephens Inc. to the Controller of the SEC on January 14, 2003 in this proceeding.

No comments were received by the Commission in response to the publication of the proposed Plan.

Upon consideration of the proposed Plan, the Commission finds that it is fair and reasonable, and should be approved.

IT IS HEREBY ORDERED, pursuant to Rule 613 of the Commission's Rules of Practice [17 C.F.R. § 201.613], that the Division's proposed Plan for the Distribution of Disgorgement Fund is approved.

For the Commission, by its Secretary, pursuant to delegated authority.